News & Analysis as of

Personal Liability

The Devil's Dictionary of Bankruptcy Terms: Forum Shopping

by Polsinelli on

The "Devil's Dictionary" is a quick-reference guide for commercial lenders and other restructuring professionals. In this series, we highlight many of the buzz words found in the Dictionary and used in today's bankruptcy...more

California Court Green Lights Reverse Veil Piercing Of Delaware LLC

by Allen Matkins on

Courts historically have applied the alter ego doctrine to “pierce the corporate veil” so that a shareholder may be held liable for the debts or conduct of the corporation. California has extended the possibility of alter...more

Never a Dull Moment in Employment Law: Whistleblowing and More

by Dechert LLP on

The Supreme Court’s recent decision quashing the Employment Tribunal fee regime is not the only recent employment law news of which UK employers need to be aware. This OnPoint summarises some other recent developments....more

Real Estate Finance: Massachusetts

by WilmerHale on

A Q&A guide to real estate finance law for borrowers and lenders in Massachusetts. This Q&A addresses state laws relating to security instruments, usury laws, limitations on personal liability, recording requirements and...more

The Devil's Dictionary of Bankruptcy Terms: Springing Recourse

by Polsinelli on

The "Devil's Dictionary" is a quick-reference guide for commercial lenders and other restructuring professionals. In this series, we highlight many of the buzz words found in the Dictionary and used in today's bankruptcy...more

Yates Memo's Influence Felt in DOJ Health Care Enforcement

by Jones Day on

In September 2015, Deputy Attorney General Sally Yates issued a memorandum titled "Individual Accountability for Corporate Wrongdoing." In it, she stressed that one of the most effective ways to combat corporate misconduct is...more

Nevada Supreme Court Holds That Member-Managers Were Not Proper Parties To Negligence Claim Against An LLC

by Allen Matkins on

In an opinion issued yesterday, the Nevada Supreme Court addressed the extent to which a member of a limited liability company is protected in a negligence based tort action against the LLC. Gardner v. Henderson Water Park,...more

Time to Elevate Insurance Provisions That Allocate Loss: Enhancing Coverage Under Executive Risk Liability Policies

by King & Spalding on

One of the primary functions of an executive risk liability policy, such as a directors and officers (“D&O”) liability policy, is to protect companies from the risk of covering costs incurred in the defense of its corporate...more

The Alter-Ego Of A Corporation: Piercing The Corporate Veil

by Fox Rothschild LLP on

A corporation is a legal entity separate and distinct from its shareholders. The corporate form generally shields shareholders from personal liability for the corporation’s debts. However, shareholders cannot incorporate...more

Piercing The Corporate Veil In Texas

by Fox Rothschild LLP on

Texas has long been one of the best locations to start a business, and a big reason for this is the liability protection afforded by the business-friendly Texas courts. Most business owners seek to limit their personal...more

The Supreme Court of Canada Clarifies the Personal Liability of Directors in Oppression Cases

by Bennett Jones LLP on

In Wilson v. Alharayeri, 2017 SCC 39 [Alharayeri], the Supreme Court of Canada in a unanimous decision provides significant guidance as to when directors ought to be held personally liable for oppressive conduct under the...more

Supreme Court of Canada reaffirms personal liability for directors in oppression actions

by Dentons on

On July 13, 2017, the Supreme Court of Canada (SCC) unanimously reaffirmed that a corporation’s directors may be personally liable in an oppression action, and set out the criteria for imposing personal liability. In Wilson...more

Review of amendments to the insolvency legislation

by White & Case LLP on

This review concerns a number of amendments to Federal Law “On insolvency”1 (the “Law”) introduced by federal laws No. 222-FZ2 and No. 488-FZ3, and the interpretation of the amendments in the Review of Court Practice on...more

Personal Liability Under Canada's Anti-Spam Law

by Bennett Jones LLP on

Under Canada's Anti-Spam Law (CASL) not only may a corporation that fails to comply be liable to pay a monetary penalty but personal liability may also arise. Section 31 provides that "An officer, director, agent or mandatary...more

Third Party Claims Against Trustees: Resolving Competing Claims Over Trust Assets

by Sedgwick LLP on

For professional trustees and their insurers, the ability to obtain an indemnity from trust assets in the face of a claim against a trustee by a third party is obviously of critical importance, insulating the trustee from...more

Exculpatory Provisions Under Delaware Law: Say What You Mean And Mean What You Say

Exculpation provisions in operating agreements must be carefully crafted in order to protect members, managers, directors and officers for breaches of fiduciary duties...more

Statutory Parental Liability For Acts Of Minor Children

by Cozen O'Connor on

Statutory Parental Liability For Acts Of Minor Children [Jurisdictions Comparative Chart] - ALABAMA - Parents, guardian, or other person having care or control over minor liable for all damages caused by the intentional...more

Nevada’s Constitutional Limitation On Shareholder Liability

by Allen Matkins on

Article 8, Section 3 of the Nevada Constitution provides: Dues from corporations shall be secured by such means as may be prescribed by law; Provided that corporators in corporations formed under the laws of this State...more

Germany Permits Automated Vehicles

by White & Case LLP on

On 21 June 2017, Germany enacted a bill legalizing automated vehicles ("AV Bill"). The AV Bill modifies the current Road Traffic Act and defines the requirements for highly and fully automated vehicles to use public roads. It...more

Startup Real Estate Tip: The 'Good Guy' Guaranty - Slow Down a Second

by JD Supra Perspectives on

If you are contemplating agreeing to execute a good guy guaranty, you must both be in control and be totally immune from being fired. Otherwise...more

Delaware Chancery Court Dismisses Caremark Claim For Failure To Adequately Allege That The Board Consciously Disregarded FCPA...

by Shearman & Sterling LLP on

On June 16, 2017, Vice Chancellor Tamika Montgomery-Reeves of the Delaware Court of Chancery dismissed breach of fiduciary duty and other claims brought derivatively against the directors and former chief financial officer of...more

The Enforcement Risks for Medicare Advantage Plans Continue: A New False Claims Act Settlement in Florida

Recent activities of the Department of Justice (“DOJ”) and Qui Tam whistleblowers reveal that Medicare Advantage Plans remain at the forefront of investigations for violations of the federal False Claim Act (“FCA”) for...more

Personal liability for false and misleading statutory declarations (and supporting statements) - Fancy putting your home on the...

by Dentons on

The Federal Court in 470 St Kilda Road Pty Ltd v Robinson has found that the declarant of a statutory declaration as to a contractor’s payment of subcontractors, workmen and insurances personally liable under the Australian...more

FCPA Compliance Report-Episode 329, James Koukios

by Thomas Fox on

Today I have back with me James Koukios, partner and Morrison Foerster on the firm's March 2017 report on the Top Ten International Anti-Corruption Developments for the month. We highlight the 2nd Circuit Court of Appeals...more

Until You're the Unicorn, Protect Yourself: Tips on Personal Guarantees

by Davis Brown Law Firm on

One of the first steps in any business venture is for the founder to form a business entity separating their personal assets and liabilities from the business assets and liabilities of the new company. Without this...more

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